For the purposes of the following:
Established in Zwijndrecht, the Netherlands, is a trade name of Koninklijke PBNA B.V.
Every company, institution or private individual that negotiates with Koninklijke PBNA B.V. on the granting of an Order or has given an Order to Koninklijke PBNA B.V..
the assignment of a Client to Koninklijke PBNA B.V. to provide an examination, whether or not on behalf of the personnel of the company or institution concerned;
a Client's order to Koninklijke PBNA B.V. to supply Examination or Teaching Materials in any form whatsoever;
the order to provide services, such as consultancy, all in the broadest sense of the word.
An examination provided by Koninklijke PBNA B.V.
The private individual or the person specified by the Client who takes part in an Exam arranged by Koninklijke PBNA B.V..
The registration of a Participant for an Exam in which an agreement is entered into for the purpose of the examination.
g. Examination or Teaching Materials
Examination or test material, documentation, teaching material or any other material in any form whatsoever that is used for the preparation or execution of the Exam or Assignment.
2.1 These General Terms and Conditions apply to all offers and quotations made by Koninklijke PBNA B.V. and to all agreements concluded by Koninklijke PBNA B.V. in so far as they have not been deviated from by written agreement. The performance of the Examinations by Koninklijke PBNA is also subject to the "Examination Regulations Royal PBNA", which can be consulted on www.PBNA.com and which will be sent free of charge upon request.
2.2 By Registering or by issuing an Assignment, Participant and Principal accept the applicability of these terms and conditions, as well as those of the Examination Regulations Koninklijke PBNA. The applicability of the Principal's general terms and conditions, however named, is hereby expressly rejected.
2.3 If the Client arranges for the Participant to be registered, the Client undertakes vis-à-vis Koninklijke PBNA B.V. to make these general terms and conditions and the Examination Regulations Koninklijke PBNA known to the Participant and to impose them on him. The Client indemnifies Koninklijke PBNA B.V. against all claims by the Participant if Koninklijke PBNA B.V. cannot invoke the provisions of these general terms and conditions or the Royal PBNA Examination Regulations against the Participant on account of the Client's breach of the obligation referred to in this paragraph.
3.1 Registrations are only binding on Koninklijke PBNA B.V. after Koninklijke PBNA B.V. has confirmed them in writing, by e-mail or by telephone.
3.2 Amendments to the Assignment by the Client or Participant shall only be binding on Koninklijke PBNA B.V. insofar as Koninklijke PBNA B.V. has accepted these amendments in writing or insofar as Koninklijke PBNA B.V. has actually commenced the performance of the amended Assignment.
3.3 All statements and/or information about the services and products are made to the best of Koninklijke PBNA B.V.'s knowledge, but may reasonably deviate from the above.
3.4 Changes in or to an Assignment may result in the agreed price and/or the original planning and examination dates being adjusted. These changes do not constitute grounds for dissolution.
4.1 All prices are exclusive of VAT, unless explicitly stated otherwise. Koninklijke PBNA B.V. is entitled to pass on any change in the VAT rate to the Client or Participant.
5.1 All examination dates and places mentioned by Koninklijke PBNA B.V. have been determined to the best of its knowledge on the basis of information known to it at the time of entering into the agreement. These will be taken into account as far as possible, but are not to be regarded as deadlines, unless expressly agreed otherwise in writing.
5.2 Koninklijke PBNA B.V. is not bound by examination dates which can no longer be met due to unforeseen circumstances which occurred after the agreement was entered into. If there is a risk of any period of time being exceeded, Koninklijke PBNA B.V. and the Client shall consult on the matter as soon as possible, or Royal PBNA shall inform the Participant thereof as soon as possible.
6.1 Unless expressly agreed otherwise or if the Examination Regulations Royal PBNA state otherwise, the Principal or Participant must pay invoices within thirty days of the invoice date.
6.2 If payment is not made on time, Client and/or Participant shall be in default without further notice of default being required.
6.3 The Client and/or Participant shall, without prejudice to their other obligations, owe statutory interest on the outstanding amounts from the due date of the invoice until the date of full payment.
6.4 All costs incurred by Koninklijke PBNA B.V. in collecting the amounts due to it shall be borne by the Client or Participant. These costs shall amount to at least 10% with a minimum of € 115 of the amount due.
6.5 Koninklijke PBNA B.V. is at all times entitled to demand security for payment both before and after the conclusion of a contract. This applies under suspension of Koninklijke PBNA B.V.'s performance of the Agreement until security has been provided and/or (in full or in part) advance payment has been received by Koninklijke PBNA B.V..
7.1 Admission of a Participant on the grounds of compliance with the admission standards issued by Koninklijke PBNA B.V. or stated in the Examination Regulations does not guarantee that the Participant will successfully complete the Exam. If an Exam is organised in cooperation with a Client, the selection of Participants will in principle be left to the Client. In doing so, the Client will adhere as much as possible to the admission standards of Koninklijke PBNA B.V.
7.2 Koninklijke PBNA B.V. has the right to exclude from further participation in the Exam participants who, by their conduct or otherwise, prevent the normal course of the Exam. Exclusion does not affect any obligation to pay the Exam fee.
7.3 Koninklijke PBNA B.V. is not obliged to repeat an examination for Participants who were unable to attend. The payment of missed examinations remains unaffected.
7.4 In principle, no duplicates of Diplomas and/or Certificates will be made available. Koninklijke PBNA B.V. may, at its own discretion, make exceptions to this in those cases in which this appears to be equitable due to special circumstances. In such a case the duplicates will be provided against payment.
7.5 The Client undertakes to inform in advance employees of Koninklijke PBNA B.V. who are (or will be) performing work on the Client's premises within the framework of the agreement of possible dangers which the activities of the Client's company may entail. Furthermore, Koninklijke PBNA B.V., or at least its employee(s), must be adequately informed of the measures taken by the Client to reduce the aforementioned dangers and to prevent accidents.
8.1 The copyright and/or any other intellectual property right in respect of the Examination or Teaching Materials produced and/or made available by Koninklijke PBNA B.V. or any other work arising from or relating to the Exam is vested in Koninklijke PBNA B.V. or its licensors, unless the parties have expressly agreed otherwise in writing.
8.2 The Client and the Participant may only use the Examination or Teaching Materials or any other work produced and/or made available by Koninklijke PBNA B.V. for their own benefit. It is not permitted without Koninklijke PBNA B.V.'s express prior written consent:
To reproduce and/or publish all or part of the Examination or Teaching Materials or any other work by means of print, photocopy, microfilm, image plate, magnetic disk or tape, storage in a consultation system accessible to third parties, or in any other way electronically, mechanically or otherwise.
Giving, selling or otherwise making available to third parties, in whole or in part, Examination or Teaching Materials or any other work.
9.1 The liability of Koninklijke PBNA B.V., including statutory liability for its employees and for third parties engaged by it, for pecuniary and immaterial loss, including consequential loss, the occurrence of which is attributable to Koninklijke PBNA, shall in all cases be limited to a maximum of the invoice value of the part of the agreement from which the liability arises.
9.2 Koninklijke PBNA B.V. accepts no liability for damage to the (personal) property of the Participant or Client.
9.3 All Examination Material or Teaching Materials developed and/or compiled by Koninklijke PBNA B.V. or any other work arising from or in connection with an Assignment or Exam has been carefully compiled to the best of its knowledge. However, Koninklijke PBNA B.V. accepts no liability whatsoever for damage of any nature whatsoever resulting from actions and/or decisions based on the said materials and works.
9.4 If Customer provides drawings, models or other instructions in the broadest sense of the word for the purpose of development and/or composition of Examination or Teaching Materials or other works, Customer assumes full responsibility and liability that no intellectual property rights of third parties are infringed or any other rights are violated by the production of the Examination Materials or other works. The Client shall indemnify Koninklijke PBNA B.V. against all claims by third parties in this respect.
9.5 Koninklijke PBNA BV records data of natural persons for the execution of the agreements. These data are used to execute an agreement and to inform persons about products and services of Koninklijke PBNA BV that are relevant to them. If the natural person does not wish to receive this information, it can be passed on in writing to Koninklijke PBNA BV: Koninklijke PBNA BV, H.A. Lorentzstraat 1A, 3331 EE Zwijndrecht.
9.6 Koninklijke PBNA B.V. undertakes to keep all business data provided by the Client with due care. Koninklijke PBNA B.V. shall not disclose or publish these data to third parties for inspection or use without prior consultation with the Client. Any data made available to Koninklijke PBNA by the Client and/or Participant will be used freely by Koninklijke PBNA in the execution of the Order, unless agreed otherwise in writing.
9.7 The participant must observe the safety instructions and standards issued on behalf of Royal PBNA. If the Participant refuses to do so, the consequences will be entirely for the Participant.
10.1 In the event of insufficient Enrolments for an Exam, Koninklijke PBNA B.V. has the right to cancel an Exam and not accept an Enrolment, in which case it will credit any examination fees already paid to Participant(s).
10.2 The Client or Participant may only cancel participation in an Exam in writing and preferably by registered mail. The date of the postmark will serve as a notice of cancellation. The written confirmation from Koninklijke PBNA shall serve as proof of the cancellation. The scheduled date of the examination serves as the starting point for handling the cancellation. The following rules apply to this cancellation:
In company/company exams
A company exam can be cancelled free of charge up to three weeks before the start of the exam. If Client cancels less than three weeks before the commencement of the Exam, Client will owe the full fee agreed upon for the Exam in question.
Regional or Individual Exam
Principal or Participant may cancel free of charge up to three weeks before the start of the Exam. If Principal or Participant cancels less than three weeks before the start of the Exam, he/she shall owe the full Exam fee.
If, in Koninklijke PBNA B.V.'s reasonable opinion, a situation of force majeure gives cause to do so, it shall be entitled to terminate the Agreement in whole or in part or to temporarily suspend the performance of the Agreement, without being obliged to pay any compensation.
In these Terms and Conditions, force majeure shall, in addition to what is understood in this respect by law and case law, mean all external causes, foreseen or unforeseen, over which no influence can be exerted, as a result of which the fulfilment of its obligations is wholly or partly prevented or as a result of which the fulfilment of its obligations cannot reasonably be demanded of Koninklijke PBNA B.V.. Such circumstances include strikes, fire, illness, theft, operational disruptions, energy failures, non-delivery or late delivery by suppliers or other third parties engaged, earthquakes, measures taken by any government authority, force majeure at a third party engaged, consequences of hacking and technical failures. Force majeure is also understood to mean failures in a (telecommunication) network or connection or used communication systems and/or the suspension or withdrawal of an accreditation granted to Koninklijke PBNA BV to be able to take examinations of a certain subject.
Any monies paid in advance by the Client shall only be reimbursed by Koninklijke PBNA B.V. on a pro rata basis in the event of permanent force majeure, after deduction of 20% of the total invoice value as compensation for the costs already incurred by Koninklijke PBNA B.V.. If the amount already paid is less than 20% of the total invoice value, no refund shall be made.
If the force majeure relates to a particular Exam, Koninklijke PBNA B.V. shall - if possible - try to determine a different time or day for holding this Exam.
Koninklijke PBNA B.V. may dissolve the agreement with the Client by registered letter with immediate effect and without judicial intervention, without being liable to pay any compensation on account thereof, if:
Client applies for suspension of payment or his bankruptcy or is declared bankrupt or offers a settlement outside bankruptcy, or any part of his assets are seized;
Client ceases his activities, ceases to pursue his statutory objective, decides to liquidate, otherwise loses his legal personality;
the Client or Participant fails to fulfil one or more obligations arising from the agreement, fails to fulfil them on time or fails to fulfil them properly and fails to remedy this failure within 30 days after Koninklijke PBNA B.V. has given notice to that effect by registered letter. The above provisions do not affect the other powers vested in Koninklijke PBNA B.V. by law, such as those to claim performance and/or compensation.
All agreements concluded with Koninklijke PBNA B.V. are governed by Dutch law. All disputes shall be brought before the competent court in Rotterdam. If it concerns a dispute with a other party who is a consumer (i.e. a natural person not acting in the course of his profession or business), Koninklijke PBNA may also submit the dispute to the court with relative jurisdiction on the basis of the law. If Koninklijke PBNA nevertheless submits the dispute to the court in Rotterdam, this consumer shall be entitled to opt for adjudication by the court with jurisdiction under the law, provided that he/she makes this known to Koninklijke PBNA within four weeks after Koninklijke PBNA has invoked this clause in writing.
The above General Terms and Conditions have been filed with the Chamber of Commerce in Rotterdam under number 09017208.
The website www.pbna.com is multilingual. All content is automatically translated. As a service to our foreign clients, the above conditions are also automatically translated. In case of conflict between the Dutch text and the translation, the Dutch text shall prevail.
Subject to change (August 2017)
H.A. Lorentzstraat 1A
3331 EE Zwijndrecht
Chamber of Commerce: 09017208
P.O. Box 68
3330 AB Zwijndrecht
VAT number: EN 00.18.22.834.B01